SEC v. Timothy Page; Wellesley Holdings Limited; Porrima Limited; and Emergent Investments Company, No. LR-26174, Eastern District of New York (Nov. 20, 2024) — Press Release

U.S. SECURITIES AND EXCHANGE COMMISSION Litigation Release No. 26174 / November 20, 2024 Securities and Exchange Commission v. Timothy Page et al., Civil Action No. 1:21-cv-05292 (E.D.N.Y. filed Sept. 23, 2021) SEC Obtains Judgment Against Four Defendants in a Transatlantic Microcap Fraud Scheme The Securities and Exchange Commission announced that on November 14, 2024, the U.S. District Court for the Eastern District of New York entered a judgment against United Kingdom resident Timothy Page and three entities in an SEC case alleging that they participated in a fraudulent scheme to profit from the manipulation and illegal sale of stock. Among other things, the four defendants were ordered to pay more than $11 million in total disgorgement and prejudgment interest and more than $10 million in total civil penalties. The SEC's complaint alleges that Timothy Page and his son, Trevor Page, schemed with associates to acquire millions of shares in U.S. publicly traded microcap companies, disguise their control over the companies, and then sell their shares into the public markets in violation of the securities laws. The Pages allegedly used nominee entities, including defendants Wellesley Holdings Limited, Porrima Limited, Emergent Investment Company, FJ Investments International Inc., and Ticino Capital Limited, to conceal their holdings in the microcap companies. According to the complaint, the Pages then engaged in manipulative trading and hired boiler rooms to generate artificial demand for their stock by making misleading statements to investors. The complaint also alleges that Timothy Page's wife, Janan Page, received proceeds from the Pages' fraudulent scheme. The judgment, entered by default, enjoins Timothy Page, Wellesley, Porrima, and Emergent from violating Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder and Sections 5 and 17(a) of the Securities Act of 1933, and enjoins Timothy Page from violating Sections 9(a) and 13(d) of the Exchange Act. The judgment also prohibits Timothy Page from participating in the offer or sale of securities, except for securities listed on a national securities exchange for his personal account. The judgment orders Timothy Page to pay disgorgement of $7,652,228, prejudgment interest of $983,819, and a civil penalty of $7,652,228. It orders Wellesley to pay disgorgement of $1,928,907, prejudgment interest of $133,853, and a civil penalty of $1,928,907; Porrima to pay disgorgement of $753,239, prejudgment interest of $52,270, and a civil penalty of $753,239; and Emergent to pay disgorgement of $456,963, prejudgment interest of $34,298, and a civil penalty of $456,963. Wellesley, Porrima, and Emergent were held jointly and severally liable for certain amounts of Timothy Page's disgorgement and prejudgment interest. Relief defendant Janan Page was ordered to pay $1,085,000 in disgorgement and $181,296 in prejudgment interest. FJ Investments previously consented to a final judgment, entered on April 29, 2022, that enjoined it from violating Section 17(a) of the Securities Act and Sections 10(b) and 13(d) of the Exchange Act and Rules 10b-5 and 13d-1 thereunder. FJ Investments also consented to pay $1,046 in disgorgement and to surrender shares it held in one of the microcap companies at issue. On June 28, 2023, the SEC dismissed its complaint without prejudice as to the entity defendant Ticino Capital Limited. The SEC's litigation, which is ongoing against defendant Trevor Page, is being conducted by Kathleen Shields and Alexandra Lavin of the SEC's Boston Regional Office.

U.S. SECURITIES AND EXCHANGE COMMISSION Litigation Release No. 26174 / November 20, 2024 Securities and Exchange Commission v. Timothy Page et al., Civil Action No. 1:21-cv-05292 (E.D.N.Y. filed Sept. 23, 2021) SEC Obtains Judgment Against Four Defendants in a Transatlantic Microcap Fraud Scheme The Securities and Exchange Commission announced that on November 14, 2024, the U.S. District Court for the Eastern District of New York entered a judgment against United Kingdom resident Timothy Page and three entities in an SEC case alleging that they participated in a fraudulent scheme to profit from the manipulation and illegal sale of stock. Among other things, the four defendants were ordered to pay more than $11 million in total disgorgement and prejudgment interest and more than $10 million in total civil penalties. The SEC's complaint alleges that Timothy Page and his son, Trevor Page, schemed with associates to acquire millions of shares in U.S. publicly traded microcap companies, disguise their control over the companies, and then sell their shares into the public markets in violation of the securities laws. The Pages allegedly used nominee entities, including defendants Wellesley Holdings Limited, Porrima Limited, Emergent Investment Company, FJ Investments International Inc., and Ticino Capital Limited, to conceal their holdings in the microcap companies. According to the complaint, the Pages then engaged in manipulative trading and hired boiler rooms to generate artificial demand for their stock by making misleading statements to investors. The complaint also alleges that Timothy Page's wife, Janan Page, received proceeds from the Pages' fraudulent scheme. The judgment, entered by default, enjoins Timothy Page, Wellesley, Porrima, and Emergent from violating Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder and Sections 5 and 17(a) of the Securities Act of 1933, and enjoins Timothy Page from violating Sections 9(a) and 13(d) of the Exchange Act. The judgment also prohibits Timothy Page from participating in the offer or sale of securities, except for securities listed on a national securities exchange for his personal account. The judgment orders Timothy Page to pay disgorgement of $7,652,228, prejudgment interest of $983,819, and a civil penalty of $7,652,228. It orders Wellesley to pay disgorgement of $1,928,907, prejudgment interest of $133,853, and a civil penalty of $1,928,907; Porrima to pay disgorgement of $753,239, prejudgment interest of $52,270, and a civil penalty of $753,239; and Emergent to pay disgorgement of $456,963, prejudgment interest of $34,298, and a civil penalty of $456,963. Wellesley, Porrima, and Emergent were held jointly and severally liable for certain amounts of Timothy Page's disgorgement and prejudgment interest. Relief defendant Janan Page was ordered to pay $1,085,000 in disgorgement and $181,296 in prejudgment interest. FJ Investments previously consented to a final judgment, entered on April 29, 2022, that enjoined it from violating Section 17(a) of the Securities Act and Sections 10(b) and 13(d) of the Exchange Act and Rules 10b-5 and 13d-1 thereunder. FJ Investments also consented to pay $1,046 in disgorgement and to surrender shares it held in one of the microcap companies at issue. On June 28, 2023, the SEC dismissed its complaint without prejudice as to the entity defendant Ticino Capital Limited. The SEC's litigation, which is ongoing against defendant Trevor Page, is being conducted by Kathleen Shields and Alexandra Lavin of the SEC's Boston Regional Office.